Derek W. McGee
Mr. McGee’s practice focuses on corporate, securities and regulatory representation of commercial banks, thrifts, holding companies, other financial institutions, and their owners. He regularly advises clients on matters related to the acquisition or sale of existing financial institutions, and the acquisition, sale, establishment and relocation of branch offices. Mr. McGee’s corporate and securities practice includes representation of issuers, placement agents and underwriters in public and private offerings of equity and debt securities as well as SEC reporting and compliance matters. In addition, Mr. McGee regularly advises financial institutions regarding regulatory compliance matters involving the Federal Deposit Insurance Corporation, the Federal Reserve Board, the Office of the Comptroller of the Currency, and other state regulatory agencies.
Mr. McGee also advises clients on strategic opportunities designed to enhance or protect shareholder value, including Subchapter S restructuring, going-private transactions, share repurchases and tender offers, charter conversions, holding company formations, expansion of existing financial lines of business, and corporate succession matters. In addition, he has significant experience representing financial institutions and shareholders with respect to proxy contests, shareholder activism matters, and corporate takeover activities.
- Represented public and private banks and bank holding companies in more than 30 M&A transactions since the founding of FKHF in mid 2010, including whole bank and branch acquisitions.
- Represented issuers, underwriters and placement agents in public and private offerings of more than $700 million of equity and debt securities since the founding of FKHF in mid 2010, including multiple initial public offerings.
- Advised numerous public financial institutions in preparing quarterly, annual and other periodic securities filings.
- Advised numerous clients on matters relating to FDIC-assisted acquisitions of failed financial institutions.
- Advised numerous clients on all aspects of examination issues and negotiating regulatory enforcement actions with bank regulatory agencies.
- Represented organizers in the establishment of de novo commercial banks (state and national banks) and the acquisition and establishment of branch locations.
- Assisted numerous financial institutions with Subchapter S elections, stock repurchases, tender offers, charter conversions, and the formation of operating subsidiaries.
- Represented a shareholder group in a proxy contest involving a publicly-traded bank holding company, which resulted in a favorable settlement and a re-constitution of the board of directors.
- Represented a privately-held financial institution in the successful defense of a proxy contest initiated by a shareholder group.
Honors and Awards
- Recognized in Texas Super Lawyers® and Texas Monthly magazine and as a Rising Star for Banking Law, 2015-2018
- J.D., Southern Methodist University, cum laude, 2007
- B.B.A., Baylor University, magna cum laude, 2004
- Member, Associate Member Advisory Council of the Independent Bankers Association of Texas
- Member, Austin Bar Association
- Member, Financial Institutions Section of the Austin Bar Association
- Independent Bankers Association of Texas
- Texas Bankers Association
- Board Member, The First Tee of Greater Austin
- Licensed to practice: Texas
Publications and Presentations
- July 2018 Article: Four Ways to Effectively Deploy Excess Capital – published by BankDirector.com
- May 2018 Presentation: Capital Offerings and Planning – Key Considerations for Bank Executives – presented at the CFO Summit sponsored by the Independent Bankers Association of Texas
- March 2018 Article: Health Check of Governing Documents – published by BankDirector.com
- September 2017 Panel Discussion: Legal Eagle Panel – presented at 2017 Annual Convention of the Missouri Independent Bankers Association
- September 2016 Presentation: Enterprise Succession Planning for Financial Institutions – presented at the Texas Society of Certified Public Accountants Financial Institutions Conference
- September 2015 Presentation: Holding Company Leverage – Regulatory Developments and New Opportunities – presented at the Strategic Opportunities Conference co-sponsored by the Texas Bankers Association, Louisiana Bankers Association, Arkansas Bankers Association, Mississippi Bankers Association and Oklahoma Bankers Association
- September/October 2015 Article: Facilitating Shareholder Liquidity: Evaluating Risks and Alternatives – published in The Texas Independent Banker magazine
- July/August 2015 Article: Strategic Alternatives for Community Banks to Generate New Capital – published in The Texas Independent Banker magazine
- June 2015 Article: What to Do (And Not Do) When Providing Liquidity to Shareholders – published by BankDirector.com
- 2014 White Paper for Independent Bankers Association of Texas: The $500 Million Question – Proactive Planning for Consolidated Capital Requirements”
- November 2014 Presentation: Texas Community Banking Trends & Industry Outlook – presented for a banking seminar sponsored by Independent Bankers Association of Texas
- January 2014 Presentation: Basel III Capital Rules: Impact on Community Banking Organizations – presented for a banking webinar sponsored by CBanc
- November 2013 Presentation: The Way Forward: The Future of Community Banking – presented for a banking seminar sponsored by the Independent Bankers Association of Texas
- April 2011 Presentation: The Changing Face of Community Banking – presented for a banking seminar sponsored by the Northeast Texas Bankers Association
- September 2010 Presentation: Regulatory Restructuring: Impact on Community Banks – presented for a banking seminar sponsored by the Brazos Valley Bankers Association
- July/August 2009 Article: Return of the Source-of-Strength Saga – published by The Banking Law Journal